Minutes

Commissioners                                              Tay Yoshitani 
Chief Executive Officer 
Bill Bryant 
Chair and President 
Tom Albro                         P.O. Box 1209 
John Creighton                    Seattle, Washington 98111 
Rob Holland                       www. portseattle.org 
Gael Tarleton                          206.787.3000 

Audio and video recordings of the meeting proceedings, as well as meeting materials are available
on the Port of Seattle web site - 
http://www.portseattle.org/about/organization/commission/commission.shtml 

(The approximate point in the audio recording for the specific item is identified by minutes and
seconds; example: 01:30) 
APPROVED MINUTES 
COMMISSION REGULAR MEETING OCTOBER 26, 2010 
The Port of Seattle Commission met in a regular meeting at 1:00 p.m., Tuesday, October 26, 2010 
in the International Auditorium at Seattle-Tacoma International Airport, Seattle, WA. 
Commissioners Bryant, Creighton, Holland, and Tarleton were present. Commissioner Albro
participated via telephone. 
1.     CALL TO ORDER 
The regular meeting was called to order at 1:14 p.m. by Bill Bryant, Chair and President. 
2.     EXECUTIVE SESSION pursuant to RCW 42.30.110 
None. 
PLEDGE OF ALLEGIANCE 
3.     APPROVAL OF MINUTES 
Motion for approval of minutes of the September 7 regular meeting  Creighton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland (4) 

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PORT COMMISSION MINUTES OF THE REGULAR MEETING 
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Commissioner Tarleton was absent for the vote. 
Motion for approval of the minutes of the September 28 regular meeting  Creighton 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton (3) 
Commissioner Holland was absent from the majority of the subject meeting, and abstained from
the vote. 
Commissioner Tarleton was absent for the vote. 
4.     SPECIAL ORDER OF BUSINESS 
None. 
5.     UNANIMOUS CONSENT CALENDAR 
a.  (00:02:56) Authorization for the Chief Executive Officer to execute a new Memorandum
of Understanding between the Port of Seattle and the HOD Carriers and General
Laborers Union Local 242, to authorize the Marine Maintenance Clean Team, janitorial
service, to take their holiday breaks on alternate days, within the same pay period.
There is no anticipated additional cost to implement this practice. 
Request document: Commission agenda memorandum dated October 8, 2010 from Lisa
Hornfeck, Labor Relations Manager 
Motion for approval of Item 5a  Creighton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland (4) 
Commissioner Tarleton was absent for the vote. 
6.   DIVISION, CORPORATE AND COMMISSION ACTION ITEMS 
a.  (00:03:42) Request Commission authorization for the Chief Executive Officer to: (1)
prepare designs; (2) authorize the use of Port work crews; and (3) execute and amend
contracts for materials, abatement, equipment, work, and services to move the
Electrical Ground Support Equipment (ESGE) project forward. Request initial

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PORT COMMISSION MINUTES OF THE REGULAR MEETING 
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Commission authorization of $1,510,000 for the EGSE project that is ultimately expected
to cost approximately $44,410,000. (Charging Stations (New Infrastructure)  CIP
#C800335; EGSE Rolling Stock (New Vehicles)  CIP #C8004457). 
Request document: Commission agenda memorandum dated October 7, 2010 from David Soike,
Director, Aviation Facilities and Capital Program and Wayne Grotheer, Director, Aviation Project
Management Group 
Presenters: Mr. Soike and Elizabeth Leavitt, Director, Aviation Planning and Environmental
Programs 
Mr. Soike provided background information on the request, noting that the intent is to eventually
replace ground service equipment (GSE) at the Airport which is powered by fossil fuels with
electrified equipment, for the benefit of the environment. 
Mr. Soike stated that the three components of this project include the actual vehicles used, the
charging system for the vehicles, and the electrical power servers within the Airport that feed power
out to the chargers. He noted that today's authorization will allow the project to move forward to a
level which will allow establishment of more definable cost estimates.
Mr. Soike mentioned the following areas of scope for the project: 
Begin site investigations to determine where electrical systems in the building need to be
enhanced 
Perform hazardous materials inventory and abatement 
Perform design work with consultants, while maintaining coordination with other projects
underway at the Airport 
Prepare specifications for the power centers and charging stations, rolling stock vehicles,
and other various parts and pieces. Public advertisements will go out in the form of
requests for proposals in order to determine cost and availability of the type of equipment
needed. 
Research specific needs of the Airlines, each of which has their own safety procedures
and engineering standards 
Ms. Leavitt then commented on environmental strategy goals that this project relates to, namely
promoting green vehicles, reducing greenhouse gas emissions, and identifying and implementing
leading-edge technologies and process improvements that can reduce energy demands and
improve efficiencies. She noted that the project will result in a savings of about 1 million gallons of
fuel annually to the Airlines who take advantage of the program as well as a reduction in carbon
dioxide emissions of well over 10,000 metric tons. 
Ms. Leavitt spoke briefly of various grants expected to be received which will help with the funding
of the project. 
Ms. Leavitt stated that once this project is completed, it will allow for banking of emission reduction
credits with the Puget Sound Clean Air Agency on an annual basis.

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Regarding infrastructure needed for the project, and whether or not that might impede other
operations at the Airport, Mr. Soike noted that there will be no footprint which will impede
operations; however, a gate will need to be taken out of service during the time charging stations
are being put in place.
Motion for approval of Item 6a  Holland 
Second  Tarleton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
b.  (00:29:33) Resolution No. 3644, First Reading. Declaring certain Port of Seattle property
surplus and no longer needed for its intended Port purpose and authorizing the Chief
Executive Officer to take all necessary steps to arrange for the sale of this surplus
personal property by public auction or other legal means and to execute all documents
necessary to accomplish its disposal in accordance with the Revise Code of
Washington 53.08.090. The estimated resale value of the personal property is $104,500. 
Request document: Commission agenda memorandum dated October 19, 2010 from Tim Jayne,
Senior Manager, Procurement Services. Also provided was a copy of the Resolution. 
Mr. Jayne provided brief background information as to the items which are eligible to be sold by
auction, noting that an auction is currently scheduled with a tentative date of November 20. 
Motion for Resolution No. 3644, First Reading  Tarleton 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
c.  (00:31:44) Resolution No. 3643, Second Reading and Final Passage. Authorizing the
sale and issuance of Passenger Facility Charge Revenue Refunding Bonds, Series
2010A and 2010B, in the aggregate principal amount of not to exceed $165,000,000
(preliminary) for the purpose of refunding for interest cost savings a portion of existing
Passenger Facility Charge Revenue Bonds. 
Request document: Commission agenda memorandum dated September 23, 2010 from Elizabeth
Morrison, Senior Manager, Corporate Finance. Also provided was a copy of the Resolution. 
Ms. Morrison noted that there have been no changes to this Resolution since First Reading, which
was held on October 5, 2010. She also clarified that this is not an issuance of new bonds, rather a

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refinancing of existing bonds to reduce debt service, and stated that interest rates currently remain
favorable. The present value savings resulting from the refunding are estimated at $13 million.
In response to Commissioner Creighton's question about current bond market conditions, Ms.
Morrison said interest rates are close to record lows for long-term bonds and well below the longterm
average. There have been a number of airport issuances recently and a large number of
additional airport issuances are scheduled before the end of the year. The Port will seek to insert
our issuance into an advantageous slot. Our issuance should compare favorably with other
issuances because of our strong Passenger Facility Charge collections and our strong Airport
fundamentals.
Motion for Resolution No. 3643, Second Reading and Final Passage  Creighton 
Second  Tarleton 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
d.  (00:35:29) Approval of the revised Audit Committee Charter and a review of the Audit
Committee's work in 2009 and 2010. 
Request documents: Commission agenda memorandum dated October 20, 2010 from Tom
Barnard, Research and Policy Analyst. Also provided were a copy of the current charter as well as
a redline version of the proposed revised charter. 
Presenter: Mr. Barnard 
As background, Mr. Barnard briefly reviewed the creation of the Audit Committee and its main
tasks. He also commented on some of the notable achievements of the Committee during the
period of January, 2009 through September, 2010.
Mr. Barnard then addressed a number of minor changes proposed to the Audit Charter, most of
which had been previously discussed by the Committee. Final revisions to the Charter, however,
are required to be approved by the full Commission, as was noted in Mr. Barnard's memo.
Areas which had been discussed by the Committee included procedures followed in response to 
audits performed by the State Auditor's Office (SAO) as well as further clarification as to
requirements for the public member of the Committee.
In the area of the reporting structure of the Internal Audit Department, Mr. Barnard stated that the
Committee had requested a discussion by the full Commission. Currently that department has a
dual reporting structure to both the Commission and the CEO. It was noted that a proposal from
Commissioner Albro had been received to have the department report to only the Commission. 

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PORT COMMISSION MINUTES OF THE REGULAR MEETING 
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Commissioner Creighton thanked Commissioners Albro and Tarleton for their good work on the
Audit Committee, noting that he agreed with all of the changes proposed in the redline document
provided. Commissioner Creighton suggested (page 4 of the redline document) further clarification
as to the appointment of the Committee's public member, as follows, in bold: 
"Each committee member will be independent of Port management and any external audit firm
currently employed by the Port or subcontracted by any auditor employed by the Port." 
A separate suggestion made (page 3 of the redline document) was to include the following
language, noted below in bold: 
"Provide an annual report to the Commission that describes how the Audit Committee has
discharged its duties and met its responsibilities. Commissioners who are Committee members
may make interim reports as necessary. 
Motion for approval of Item 6d  Tarleton 
Second  Albro 
Motion carried by the following vote: 
In Favor: Albro, Bryant, Creighton, Holland, Tarleton (5) 
7.   STAFF BRIEFINGS 
a.  (00:51:36) Part 150 Aircraft Noise and Land Use Compatibility Study (Study) Update 
Presentation documents: Commission agenda memorandum dated October 20, 2010 and
computer slide presentation from Stan Shepherd, Manager, Airport Noise Programs 
Presenters: Mr. Shepherd and Marco Milanese, Aviation Community Relations Manager 
Mr. Shepherd provided background information on the Study, noting that as part of a community
outreach process, two public workshops have been held over the past several months, and were
well attended.
Mr. Milanese provided further information about outreach efforts being done, offering a variety of
engagement opportunities for the public, and tailored to those with different interest levels. He
stated that the third workshop to be held is scheduled for the following day, October 27, at Mt.
Rainier High School is Des Moines.
Other areas of outreach noted included the following: 
Ongoing briefings and discussions at the Highline Forum 
Technical Review Committee meetings 
Tailored briefings to several elected officials 

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Special public meeting on noise metrics 
Open invitation to attend community and city council meetings 
Extended outreach to limited English-speaking community 
Mr. Shepherd then reviewed the following topics to be addressed with the public: 
Temporary noise monitoring vs. permanent noise monitoring 
Air traffic forecast 
2009 Baseline vs. 2016 DNL Contours 
Runway use plan  letter of agreement between the Port and the FAA 
Mr. Shepherd then spoke about the program's next steps, which include: 
Beginning hush house feasibility/siting study 
Compatible land use analysis 
Review mitigation alternatives 
Review noise abatement procedures 
Possible improvements to the Fly Quiet Program 
Evaluate flight tracking and noise monitoring system 
Prepare 10-year forecasted contour 
Mr. Shepherd also stated that in response to Commission's request, work will also be done to
develop a long-range contour for the year 2030 to look at what operations and land use might be at
that point. He noted that this will not be an element of the Part 150 program, as that is not
something the FAA allows to be included, but it will be provided to the communities and land use
planners for their use into the future.
Following the presentation, Commissioner Bryant noted that the mayors of surrounding
communities had been part of a briefing and policy roundtable with the Commission in February,
2010, and stated that he wants to have another such meeting during the first quarter of 2011. 
b.  (01:21:21) Monthly Update: Briefing on the Consolidated Rental Car Facility 
Presentation documents: Commission agenda memorandum dated October 19, 2010 from
Michael Ehl, Director, Airport Operations; George England, Program Leader, Project Management
Group; and Janice Zahn, Assistant Director, Engineering Construction Services. Also provided
were an attachment and a computer slide presentation. 
Presenters: Ms. Zahn and Mr. England 
Ms. Zahn noted that construction is over 2/3 complete, with over 300 workers on site daily, with
over 900,000 work hours to date. She also commented on a number of changes that are being
worked on, both suspension and non-suspension related. Responding to a question from
Commissioner Bryant as to whether or not there are an inordinate number of change orders that
Commission should be concerned about, Ms. Zahn stated that based on a project this size, they

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are not excessive, and that issues are worked as quickly as possible. Ms. Zahn then provided
updated information on the Off Site Roads project and the Bus Maintenance Facility, both well in
process. 
Ms. Zahn responded to a question from Commissioner Bryant regarding any possible significant
impacts to the calendar or budget, stating her belief that with the current unallocated balance, staff
should be able to deal with any perceived issues. 
Related to Commissioner Bryant's comment about any possible 'yellow or red flags' that may be
coming up, Ms. Zahn noted that in construction, it is not uncommon to have 'yellow flags,' and that
there are currently no more of these than there were a month ago. She stated her belief that there
is enough of a contingency to deal with problems that may arise. 
Commissioner Creighton commented on the possibility of working with the Rental Car companies
to push more green technology within their fleets, noting they are likely to go with more fuel
efficient vehicles before considering electrification. Mr. England responded that the possibility of
incorporating charging stations into the facility had been reviewed at a cursory level, and there is
limited capacity to do so, and would depend on a number of factors.
Mr. England then reported on Main Terminal Improvements as well as a recent business and
technical meeting held with the rental car industry, which included a review of signage mock-ups.
He also provided a brief update on the project budget.
8.   NEW BUSINESS 
New business was advanced on the agenda to allow for public comment from the following
individual: 
Fred Felleman, Friends of the Earth. Mr. Felleman commented on the Cruise MOU,
stating that something which is still unresolved in the MOU discussions is ways in which
residuals of the advanced wastewater treatment systems will be dealt with.
The agenda was then returned to STAFF BRIEFINGS as follows: 
c.  (01:46:05) Budget Briefing : Draft Plan of Finance 
Presentation documents: Commission agenda memorandum dated October 11, 2010 and
computer slide presentation from Elizabeth Morrison, Senior Manager, Corporate Finance and
Diane Campbell, Senior Corporate Financial Analyst. 
Presenters: Ms. Morrison and Dan Thomas, Chief Financial and Administrative Officer 
Ms. Morrison began the presentation noting that each year, as part of the budget process, staff
provides to the Commission a Port-wide capital funding plan, based on the five-year Capital
Improvement Plan (CIP). Also factored in are operating budgets and forecasts. In this current

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analysis, also used was the $73.5 million assumption, annually, for the next five years, as was
discussed at a previous meeting.
Ms. Morrison noted the following funding sources: 
Net operating income 
Operating fund balances (above minimum requirement 
Existing and future revenue bond proceeds 
Passenger Facility Charges 
Customer Facility Charges 
Grants 
Tax levy 
A review was then provided of each division's capital funding for 2011-2015, included information
on both committed and business plan prospective projects and funding sources, as well as projects
within the Seaport Division that will need to be deferred.
Ms. Morrison provided a recap of information provided to the Commissioners at a previous meeting
regarding Seaport Business Plan Prospective projects, and then addressed adjustments that the
division intends to make in order for projects to fit within its self-funded capital capacity. Within the
presentation, it was clarified that Port contributions to the rebuilding of the Southpark Bridge had
not yet been fully established, and still awaits Commission direction. 
Continuing, Ms. Morrison gave background on the Real Estate's funding plan for projects both
committed and business plan prospective, as well as on the funding source, which is the tax levy.
Further, Ms Morrison commented on the capital funding for the Corporate Division, noting that
these projects are primarily Information Technology projects, and are funded jointly by all of the
operating divisions, done on an allocated basis.
Ms. Morrison noted that the plan of finance was developed in adherence to financial management
policies related to the maintenance of operating funds balances and maintenance of coverage
targets.
Highlighting 2011 planned finance activity, Ms. Morrison noted the following areas: 
Complete General Obligation (G.O.) bond refunding for savings 
Refund other bonds for savings as appropriate 
Finalize long-term funding of the Consolidated Rental Car Facility 
Continue to monitor letters of credit available on variable rate debt 
d.  (02:03:08) Tax Levy Follow-Up Briefing 
Presentation documents: Commission agenda memorandum dated October 14, 2010 and
computer slide presentation from Dan Thomas, Chief Financial and Administrative Officer and
Elizabeth Morrison, Senior Manager, Corporate Finance. 

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Presenters: Ms. Morrison and Mr. Thomas 
Ms. Morrison noted that today's presentation would be a follow-up to a discussion held with the
Commission at the October 12 meeting, and would respond to a number of questions and
discussion items raised at that meeting. As background, she provided a recap of the scenario
which was discussed at that meeting. 
She noted the following follow-up items to be addressed: 
Background on the fund balances and forecasting of the fund balances of the tax levy 
Background on the G.O. bond refunding and its impact on additional tax levy capacity 
Additional information on environmental expenditures 
An evaluation of the contribution by the Seaport Division toward environmental
expenditures 
Level of levy to be used going forward, as directed by the Commission 
Real Estate capital plan 
Funding for the Viaduct replacement and the South Park Bridge 
Commissioner Tarleton stated that she would like to hear from the Seaport Division, which
projects, if deferred, could potentially affect the decisions in 2013 of the terminal operators to
renew their long-term operating agreements, if any.
Ms. Styrk, Managing Director, Seaport Division responded to Commission Tarleton, noting that she
believes there is only one terminal tenant at this point that would be coming up for renewal (an
extension) during the time frame referenced, that being the Terminal 46 facility. She commented
on the ongoing need for maintenance and repair work to be done at Port facilities harbor-wide. 
Commissioners Holland and Albro both commented on the importance of investing projects in
order to continue to grow the business.
Commissioner Albro also commented on the possibility of looking at previous amounts of
environmental cleanup liability which had been expensed to the Seaport Division, and perhaps
identifying what would happen if those amounts were applied to a funding source, showing the
uses and sources of cash for the tax levy.
Commissioner Albro also stated his belief that it is not in either the private or public sector's best
interest to defer maintenance, but is important to keep assets in productive use. 
Joe McWilliams, Managing Director, Real Estate Division, noted that to hit intended targets of the
division's capital plan, there would need to be an additional three-year deferral of projects which
have not already been approved, totaling approximately $24M over that three-year period. He also
provided a brief overview of committed capital projects for 2011-2015, as well as those considered
as business plan prospective projects. 
Ms. Morrison stated that staff is seeking Commission direction on key issues, including: 

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Funding of environmental costs 
Potential Real Estate CIP deferrals 
Levy amount assumptions 
Possible funding for SR 99 Tunnel and South Park Bridge 
Commissioner Tarleton stated that she is not optimistic that the Port can protect their
environmental responsibilities as well as the core mission and not use the tax levy in the way it is
being used, and said she wants to see it used on the Port's industrial land. 
(03:20:41) Pre-Brief 
David Soike, Director, Aviation Facilities and Capital Program, then provided background
information on the following Airport issues that would be coming before the Commission in the near
future: 
Growth in the Airport's South Satellite and resulting need to enlarge hold room areas as
well as expand concessions 
A real estate transaction (land swap) with the City of DesMoines related to the
development of the Des Moines Creek Business Park. 
9.  POLICY ROUNDTABLE 
None. 
10. ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 4:40 p.m. 
(A digital recording of the meeting is available on the Port's website) 

Rob Holland 
Secretary 





Oct 26 RM Min

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